David J. Schlanger - 26 Dec 2023 Form 4 Insider Report for Progyny, Inc. (PGNY)

Role
Executive Chairman, Director
Signature
/s/ Mark Livingston, Attorney-in-Fact
Issuer symbol
PGNY
Transactions as of
26 Dec 2023
Net transactions value
-$5,281,261
Form type
4
Filing time
28 Dec 2023, 20:19:10 UTC
Previous filing
22 Dec 2023
Next filing
04 Jan 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PGNY Common Stock Options Exercise $316,360 +80,000 +90% $3.95* 168,439 26 Dec 2023 Direct
transaction PGNY Common Stock Sale $3,034,760 -80,000 -47% $37.93 88,439 26 Dec 2023 Direct F1, F2
transaction PGNY Common Stock Options Exercise $300,665 +76,031 +86% $3.95* 164,470 27 Dec 2023 Direct
transaction PGNY Common Stock Sale $2,863,525 -76,031 -46% $37.66 88,439 27 Dec 2023 Direct F1, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PGNY Stock Option (Right to Buy) Options Exercise $0 -80,000 -4.7% $0.000000 1,626,053 26 Dec 2023 Common Stock 80,000 $3.95 Direct F4
transaction PGNY Stock Option (Right to Buy) Options Exercise $0 -76,031 -4.7% $0.000000 1,550,022 27 Dec 2023 Common Stock 76,031 $3.95 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Shares sold pursuant to a Rule 10b5-1 trading plan entered into on June 23, 2023.
F2 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.52 to $38.44, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F3 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.50 to 37.99, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F4 These options are fully vested and exercisable.